ADVANCED MICRO DEVICES INC — Director's Dealing 2006

Dec 7, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADVANCED MICRO DEVICES INC (AMD)
CIK: 0000002488
Period of Report: 2006-12-05

Reporting Person: RIVAS MARIO (EVP, CPG)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-05	Employee Stock Option	$21.34	A	62500	Acquired	2013-12-05	Common Stock (62500)	Direct
2006-12-05	RSU Award	$0	A	25000	Acquired		Common Stock (25000)	Direct

Footnotes

F1: Grant of option to buy 62,500 shares to vest as follows: 33 1/3% on 12/05/2007 then remaining shares vest quarterly through 12/05/2009.

F2: Each restricted stock unit respresents a contingent right to receive one share of common stock.

F3: The restricted stock units vest 40% on 12/5/2007 then remaining units vest quarterly on 2/9, 5/9/, 8/9 and 11/9 in 2008, 2009 and 2010.